2015-094581 ~ Ash Avenue ~ Burnham Ash Washington County,Oregon 2015-094581
D-DW
Stn=22 S PFEIFER 11/12/2015 12:36:34 PM
$20.00$11.00$5.00$20.00 $56.00
AFTERRECORDING D CT1 TUXI TO: I,Richard Hobernicht,Director of Assessment and Taxation and Ex•
RECORDING i�D 1 V ivv 1 Officio County Clerk for Washington County,Oregon,do hereby
Premium Property—Tigard LLC certify that the within mstrumen[of writing was received end
recorded in the book of records of said county.
d/o Capstone Partners LLC Richard Hobernicht,Director of
1015 NW I Ir"Ave Suite 243 Assessment and Taxation,Ex-Officio
Portland OR 97209
UNTIL A CHANGE IS REQUESTED
SEND TAX STATEMENTS TO:
Same
This space provided for recorder's use.
STATUTORY WARRANTY DEED
The City Center Development Agency of the City of Tigard, an ORS Chapter 457 Urban
Renewal Agency, ("Grantor"), conveys, grants and warrants to Premium Property—Tigard LLC,
an Oregon limited liability company,("Grantee"), the following described real property free of
encumbrances created or suffered by the Grantor except as specifically set forth herein:
Sec Exhibit A(legal description)and Exhibit B (permitted exceptions)attached hereto.
And further, subject to those portions of the Development and Disposition Agreement
(N/ Tigard April 16, 2015,as amended September 1, 2015,entered into by and between Grantor,DIG
Tigard LLC, an Oregon limited liability company("DIG Tigard")and Capstone -Green Light,
LLC, an Oregon limited liability company("Capstone—Green Light"), and as assigned by DIG-
Tigard and Capstone—Green Light to Grantee by Assignment of Development and Disposition
JAgreement dated October 27,2015,that survive closing, including but not limited to Grantor's
lr repurchase right, as provided for therein.
The true consideration for this conveyance is One Million Six Hundred Fifty Thousand
J and No/100 Dollars($1,650,000.00).
1-
f— BEFORE SIGNING OR ACCEPTING THIS INSTRUMENT, THE PERSON
0 TRANSFERRING FEE TITLE SHOULD INQUIRE ABOUT THE PERSON'S RIGHTS,
IF ANY, UNDER ORS 195.300, 195301 AND 195.305 TO 195336 AND SECTIONS 5 TO
0 11,CHAPTER 424,OREGON LAWS 2007,SECTIONS 2 TO 9 AND 17,CHAPTER 855,
= OREGON LAWS 2009,AND SECTIONS 2 TO 7, CHAPTER 8,OREGON LAWS 2010.
U THIS INSTRUMENT DOES NOT ALLOW USE OF THE PROPERTY DESCRIBED IN
THIS INSTRUMENT IN VIOLATION OF APPLICABLE LAND USE LAWS AND
REGULATIONS. BEFORE SIGNING OR ACCEPTING THIS INSTRUMENT, THE
PERSON ACQUIRING FEE TITLE TO THE PROPERTY SHOULD CHECK WITH
THE APPROPRIATE CITY OR COUNTY PLANNING DEPARTMENT TO VERIFY
THAT THE UNIT OF LAND BEING TRANSFERRED IS A LAWFULLY
ESTABLISHED LOT OR PARCEL,AS DEFINED IN ORS 92.010 OR 215.010,TO
Page 1 —Statutory Warranty Deed 300147o6I0 Srarway warranty dead(2).doprWIV10'272015
AFTER RECORDING RETURN TO:
Premium Property—Tigard LLC
do Capstone Partners LLC
1015 NW 11111 Ave Suite 243
Portland OR 97209
UNTIL A CHANGE IS REQUESTED
SEND TAX STATEMENTS TO:
Same
This space provided for recorder's use.
`\.) STATUTORY WARRANTY DEED
‘9, The City Center Development Agency of the City of Tigard, an ORS Chapter 457 Urban
�' Renewal Agency, ("Grantor"),conveys,grants and warrants to Premium Property—Tigard LLC,
an Oregon limited liability company,("Grantee"),the following described real property free of
encumbrances created or suffered by the Grantor except as specifically set forth herein:
See Exhibit A(legal description)and Exhibit B (permitted exceptions)attached hereto.
And further,subject to those portions of the Development and Disposition Agreement
dated April 16,2015, as amended September 1,2015,entered into by and between Grantor,DIG
Tigard LLC, an Oregon limited liability company("DIG Tigard")and Capstone-Green Light,
1r' LLC,an Oregon limited liability company("Capstone—Green Light"), and as assigned by DIG-
T Tigard and Capstone—Green Light to Grantee by Assignment of Development and Disposition
;`r' Agreement dated October 27,2015,that survive closing, including but not limited to Grantor's
repurchase right, as provided for therein.
The true consideration for this conveyance is One Million Six Hundred Fifty Thousand
W and No/100 Dollars ($1,650,000.00).
1-
l= BEFORE SIGNING OR ACCEPTING THIS INSTRUMENT,THE PERSON
O TRANSFERRING FEE TITLE SHOULD INQUIRE ABOUT THE PERSON'S RIGHTS,
Q IF ANY,UNDER ORS 195.300, 195.301 AND 195.305 TO 195.336 AND SECTIONS 5 TO
(.) 11,CHAPTER 424,OREGON LAWS 2007, SECTIONS 2 TO 9 AND 17,CHAPTER 855,
X OREGON LAWS 2009,AND SECTIONS 2 TO 7,CHAPTER 8,OREGON LAWS 2010.
t.) THIS INSTRUMENT DOES NOT ALLOW USE OF THE PROPERTY DESCRIBED IN
THIS INSTRUMENT IN VIOLATION OF APPLICABLE LAND USE LAWS AND
REGULATIONS. BEFORE SIGNING OR ACCEPTING THIS INSTRUMENT,THE
PERSON ACQUIRING FEE TITLE TO THE PROPERTY SHOULD CHECK WITH
THE APPROPRIATE CITY OR COUNTY PLANNING DEPARTMENT TO VERIFY
THAT THE UNIT OF LAND BEING TRANSFERRED IS A LAWFULLY
ESTABLISHED LOT OR PARCEL,AS DEFINED IN ORS 92.010 OR 215.010,TO
Page 1 —Statutory Warranty Deed 500 14-706411 Statutory wenantydeed(2).doocWKHQ27P2016
VERIFY THE APPROVED USES OF THE LOT OR PARCEL,TO DETERMINE ANY
LIMITS ON LAWSUITS AGAINST FARMING OR FOREST PRACTICES,AS
DEFINED IN ORS 30.930,AND TO INQUIRE ABOUT THE RIGHTS OF
NEIGHBORING PROPERTY OWNERS,IF ANY,UNDER ORS 195.300, 195.301 AND
195.305 TO 195.336 AND SECTIONS 5 TO 11,CHAPTER 424,OREGON LAWS 2007,
SECTIONS 2 TO 9 AND 17,CHAPTER 855,OREGON LAWS 2009,AND SECTIONS 2
TO 7, CHAPTER 8,OREGON LAWS 2010.
DATED this 7-`7 day of O ,2015.
GRANTOR
City Center Development Agency of the City of Tigard,an Oregon ORS Chapter 457 Urban
Renewal Agency
By:
Name: s uil w L. L41,n
Its: Ptt'tux-h>C b' &1 ,-
STATE OF OREGON )
) ss.
County of 4/us`liil fc,r. )
This instrument was acknowledged before me on this DR'jaay of OCI v£e v ,2015,
by 7JJn/-t/Li4.L /an n r-of City Center Development Agency of the City of Tigard,an ORS
Chapter 457 Urban Renewal Agency.
/ '70t 4 1/71/'<'
NOTARY PUBLIC FOR OR
,it's,. OFFICIAL STAMP My Commission Expires: e i p. C) i ,y
L �;._,- - '. CAROL ANN KRAGER
`` NOTARY PUBLIC - OREGON
k;;;� COMMISSION NO. 924954
MY COMMISSION EXPIRES FEBRUARY 10,2018
Page 2-Statutory Warranty Deed 50014-70649Srae r watranty deed(2).cool4K/10/27PIo+s
EXHIBIT "A"
Legal Description
A tract of land being a portion of Lot 5 of the plat of"Burnham Tract" located in the Northeast One-Quarter of
Section 2, Township 2 South, Range 1 West,Willamette Meridian, City of Tigard, Washington County, Oregon
and being more particularly described as follows:
Beginning at the Southeast corner of Lot 5 of the plat of"Burnham Tract"being a 3/4 inch iron pipe; thence
North 43°16'11"West 71.49 feet to a point; thence North 39°44'30"West 39.15 feet to a point; thence North
45°21'36"West 6.34 feet to a point; thence North 12°53'35"West 42.34 feet to a point; thence North
34°58'59" East 43.75 feet to a point;thence North 44°38'24" East 27.78 feet to a point;thence North 45°21'36"
West 9.10 feet to a point; thence North 37°10'33" East 20.73 feet to a point; thence North 44°38'24" East
50.97 feet to a point; thence North 06°38'24"East 26.98 feet to a point; thence North 28°16'23"West 126.55
feet to a point on the southeasterly right-of-way of SW Ash Avenue(20 feet from centerline); thence along said
right-of-way North 44°30'29" East 192.20 feet to a point;thence South 45°29'39" East 17.50 feet to a 5/8 inch
diameter iron rod with yellow plastic cap inscribed "AKS ENGR."And being on said right-of-way(37.5 feet from
centerline); thence along said right-of-way North 44°30'29" East 55.37 feet to a point; thence along a curve to
the right with a radius of 237.50 feet, delta of 17°13'20", length of 71.39 feet, and chord of North 53°07'09"
East 71.12 feet to a point; thence North 61°43'49" East 138.76 feet to a point; thence along a curve to the right
with a radius of 21.50 feet, delta of 75°00'00", length of 28.14 feet, and chord of South 80°46'11" East 26.18
feet to a point along the southwesterly right-of-way of SW Burnham Street(37.5 feet from centerline); thence
along said right-of-way South 43°16'11" East 9.39 feet to a point;thence leaving said right-of-way South
44°31'36"West 232.50 feet to the southwesterly corner of document number 2010-103509; thence South
43°16'11" East 69.42 feet to the southeasterly corner of said document number; thence South 44°30'13"West
17.00 feet to a 5/8 inch iron rod with yellow plastic cap inscribed "WEDDLE LS 874"at the southwesterly
corner of document number 2003-194237; thence South 43°16'11" East 140.48 feet to a 5/8 inch iron rod with
yellow plastic cap inscribed"WEDDLE LS 874"on the northwesterly line of Lot 6 of the plat of"Burnham Tract";
thence South 44°38'24"West 438.30 feet to the point of beginning.
Exhibit B
Permitted Exceptions
1. Easement(s)for the purpose(s)shown below and rights incidental thereto, as granted in a
document:
Granted to: Owners of property within Lot 5, Burnham Tract
Purpose: Roadway
Recording Date: May 2, 1933
Recording No: Book 151, Page 153
2. Easement(s) for the purpose(s) shown below and rights incidental thereto, as granted in a
document:
Granted to: The public
Purpose: Public utilities
Recording Date: November 19, 2009
Recording No: 2009-101040
As vacated, in part,by City of Tigard Ordinance No. 15-15;
Recording Date: October 5, 2015
Recording No: 2015-084193
Exhibit B 50014-70649 Statutory warranty deed(2)doff WKHd27,2015
CHICAGO TITLE COMPANY OF OREGON
1211 SW 5th Avenue,Suite 2130,Portland,OR 97204
Phone: (503)973-7400 Fax: (503)248-0324
SELLER'S FINAL SETTLEMENT STATEMENT
Date: November 12,2015 Time: 01:38•PM
Settlement Date: November 12,2015 Escrow No.: 472514520951KN
Borrower: PREMIUM PROPERTY-TIGARD LLC Escrow Officer: Kelly Norton
1015 NW 11th Avenue,Suite 243
Portland,OR 97209
Seller: City Center Development Agency
Property: 12750,12760,12790&12850 SW Ash Avenue
Tigard,OR 97223
DEBIT CREDIT
Financial Consideration
Total Consideration 1,650,000.00
Escrow Charges •
Settlement/close fee(1/2 each) 1,500.00
Chicago Title Company of Oregon
Title Charges
Title Insurance 3,075.00
Chicago Title Insurance Company
Ext Owners Policy of$1,650,000.00($3075.00
std,ext$1999,total=$5074.00),Ext Loan policy
of$22,240,000,00($30,900.00)
Lien Search Fee 75.00
Chicago Title Insurance Company
Subtotals 4,650.00 1,650,000.00
Balance Due TO Seller 1,645,350.00
TOTALS 1,650,000.00 1,650,000.00
(4725145209511PlPFOM72514520951IWI52)November 12.2015 0125•PM
CHICAGO TITLE COMPANY OF OREGON
1211 SW 5th Avenue,Suite 2130,Portland,OR 97204
Phone: (503)973-7400 Fax: (503)248-0324
SELLER'S ESTIMATED SETTLEMENT STATEMENT
Date: October 27,2015 Time: 08:05•AM
Settlement Date: October 28,2015 Escrow No.: 472514520951KN
Borrower: PREMIUM PROPERTY-TIGARD LLC Escrow Officer: Kelly Norton
•
1015 NW 11th Avenue,Suite 243
Portland,OR 97209
Seiler: City Center Development Agency
Property: 9020 SW Bumham St.,12770&12800 SW Ash Avenue
Tigard,OR 97223
DEBIT CREDIT
Financial Consideration
Total Consideration 1,650,000.00
Escrow Charges
Settlement/close fee(1/2 each) 1,500.00
Chicago Title Company of Oregon
Title Charges
Title Insurance 3,075.00
Chicago Title Insurance Company
Ext Owners Policy of$1,650,000.00($3075.00
std,ext$1999,total=$5074.00
Lien Search Fee 75.00
Chicago Title Insurance Company
Subtotals 4,650.00 1,650,000.00
Balance Due TO Seller 1,645,350.00
TOTALS 1,650,000.00 1,650,000.00
Seller
City Center Development Agency,the urban
renewal agency of the Gty o•.
BY: d,....
Name: ,lrffri�i Ne--
Title: — - c i✓- rt c
Chicago Titl( mpany of Oregon
Settlement Ag t
(472514520551101PFD472514520051 O53)October 27,2015 08054/1
SUBSTITUTE FORM 1099-S
PROCEEDS FROM REAL ESTATE TRANSACTIONS
FOR THE TAX YEAR: 2015
OMB No. 1545-0997
SETTLEMENT AGENT/FILER'S NAME AND ADDRESS Filer's Federal Tax ID Number: 01-0903694
Chicago Title Company of Oregon File Number. CT50-472514520951-
1211 SW 5th Avenue, Suite 2130
Portland, OR 97204
(503)973-7400
SELLER/TRANSFEROR'S NAME AND ADDRESS Transferor's Federal Tax ID Number. 93-0503940
City Center Development Agency
13125 SW Hall Blvd
Tigard, OR 97223
1)Date of Closing: 2)Gross Proceeds: 4)X here if property or 5)Buyer's part of
services received: real estate tax:
November 12, 2015 1650000.00
3)Address or Legal Description:
12750, 12760, 12790 & 12850 SW Ash Aven
THIS IS IMPORTANT TAX INFORMATION AND IS BEING FURNISHED TO THE INTERNAL REVENUE
SERVICE. IF YOU ARE REQUIRED TO FILE A RETURN, A NEGLIGENCE PENALTY OR OTHER SANCTION
MAY BE IMPOSED ON YOU IF THIS ITEM IS REQUIRED TO BE REPORTED AND THE IRS DETERMINES
THAT IT HAS NOT BEEN REPORTED.
YOU ARE REQUIRED BY LAW TO PROVIDE CHICAGO TITLE COMPANY OF OREGON WITH YOUR
CORRECT FEDERAL TAX IDENTIFICATION NUMBER. IF YOU DO NOT PROVIDE CHICAGO TITLE
COMPANY OF OREGON WITH YOUR CORRECT FEDERAL TAX IDENTIFICATION NUMBER, YOU MAY BE
SUBJECT TO CIVIL OR CRIMINAL PENALTIES IMPOSED BY LAW.
Instructions for Transferor
For sales or exchanges of certain real estate, the person responsible for closing a real estate transaction must
report the real estate proceeds to the Internal Revenue Service and must furnish this statement to you. To
determine if you have to report the sale or exchange of your main home on your tax return, see the 2015
Schedule D(Form 1040)instructions. If the real estate was not your main home, report the transaction on Form
4797, Sales of Business Property, Form 6252, Installment Sale Income, and/or Schedule D(Form 1040), Capital
Gains and Losses.
You may have to recapture(pay back)all or part of a Federal mortgage subsidy if all the following apply:
• You received a loan provided from the proceeds of a qualified mortgage bond or you received a mortgage
credit certificate.
• Your original mortgage loan was provided after 1990, and
• You sold or disposed of your home at a gain during the first 9 years after you received the Federal
mortgage subsidy.
This will increase your tax. See Form 8828, Recapture of Federal Mortgage Subsidy, and Pub. 523, Selling
Your Home.
If you have already paid the real estate tax for the period that includes the sale date, subtract the amount in box
5 from the amount already paid to determine your deductible real estate tax. But if you have already deducted
the real estate tax in a prior year, generally report this amount as income on the"Other income" line of Form
1040. For more information, see Pub. 523.
For Paperwork Reduction Act Notice,see the 2015 Instructions for Forms 1099,1098,5498,and W-G2.
Department of the Treasury-Internal Revenue Service (472514520951 KN.PFD/472514520951 KN/92)
0
REAL ESTATE REPORTING SOLICITATION
Escrow/Order No. CT50-472514520951-
You are required by law to furnish your correct taxpayer identification number, and other information, to the
"Settlement Agent"as defined in Section 6045(e) of the Internal Revenue Code, for purposes of 1099S
Information Reporting on Real Estate Transactions. Accordingly, information regarding this transaction will be
sent to the Internal Revenue Service, Failure to provide the settlement agent, Chicago Title Company of
Oregon, with your correct taxpayer identification number could result in civil or criminal penalties, as imposed
by law. Should you have any questions regarding the information reporting requirements of this section,you
are advised to consult with your attorney, tax advisor or the Internal Revenue Service.
SELLER'S NAME: (enter last name first) TAXPAYER l.D.#:
(1) City Center Development Agency, EIN#: I ) '0 S v 3 5`( C)
the urban renewal agency of the City of Tigard
SELLER'S ADDRESS AFTER CLOSE:
(3) 1312,s 5 W Nel( i glvd,
(4) City: 1 1< Circ(
(5) State: O res o vt (6) Zip: 1 7 2 23
ALLOCATION FOR MULTIPLE TRANSFERORS
If you are ONE of multiple transferors/sellers in this transaction you can choose to allocate your individual
share of"Gross Proceeds"for 1099S reporting, (i.e., 50% share or interest). Transferors who are husband
and wife at the time of closing, may be treated as a single transferor. Complete one of the following sections:
For 1099S reporting purposes, the allocation to be used on my behalf in this transaction is:
(a) % share of the total gross proceeds (1031 Exchange: Yes or No____X__)
-OR-
(b) The amount of$
NOTE: If, at the closing,there in an unresolved conflict of the allocation between multiple transferors or the
combined allocations do not total 100% of the reportable gross proceeds, the settlement agent must report the
ENTIRE gross proceeds for EACH transferor on each return of information required to be filed. No
subsequent corrections or amended 1099S forms will be issued to the transferors under these conditions.
CERTIFICATION
Under penalty of perjury, I/we certify that the number shown on this form is my correct taxpayer identification
number, and that the above information has been completed, reviewed and is satisfactory to the undersigned.
Dated this day of « �� 2 v('�� .
City Center Development Agency,the urban
renewal agen y of th City of i and
BY: -----/ ,,z,--;,.(Name: I v 6�i f a L. lQ1y e
Title: b<er,A1t✓c Q,,,oc (?),r
1211 SW 5th Avenue,Suite 2130• 1211 SW 5th Avenue,Suite 2130
(503)973-7400 • FAX(503)248-0324
SELLER'S ESCROW INSTRUCTIONS
Date: October 27,2015
Escrow No.: 472514520951 KN-CT50
Escrow Officer: Kelly Norton
Seller hands you herewith:
- Properly executed Warranty Deed
- Non-Foreign certification
- Real Estate Reporting 1099 form
- Preliminary statement regarding seller's exempt status
- Owners Affidavit and Indemnity
- Approval of the two Dedication Deeds via the City Engineer's signature on said documents
- CCDA Resolution 15-02 authorizing the transaction
- Any other documents as required to close this transaction
describing the real property as set forth in that certain preliminary title report issued by Chicago Title Insurance Company
No.472514520951 KN dated October 19,2015,which preliminary title report the undersigned has read and does hereby
approve;
which you can use when you hold for the account of the undersigned Seller funds pursuant to the closing statement
approved by the undersigned;
and when you can procure/issue an Owner's Policy coverage form Policy of Title Insurance from Chicago Title Insurance
Company with a liability of$1,650,000.00 on the property described in your Preliminary Report No. 472514520951 KN,
dated October 19,2015,a copy of which I/we have read and hereby approve.
SHOWING TITLE VESTED IN:
Premium Property-Tigard LLC,an Oregon limited liability company
SELLER/TRANSFEROR STATES THAT PROPERTY ADDRESS IS:
12750,12760,12790&12850 SW Ash Avenue,Tigard,OR 97223
Prorate as of Recording of deed,the following:N/A-there shall be no prorates in this transaction.
The obligations of the Escrow Officer are limited to the within instructions and all other adjustments,if any, (including but not
limited to real property taxes),will be handled between the parties herein outside escrow.
The undersigned hereby states that payment of the first system development charges shall be made outside of escrow and Chicago
Title will not be responsible for same.
Escrow holder is instructed that there shall be no prorates as to taxes for the 2015116 year handled in escrow,adjustments,if any,shall
between the parties themselves.
GENERAL INSTRUCTIONS:
Purchaser is to provide a US Bank trust deed for construction financing for recording at Closing.
Seller is aware that interest on the existing loan(s)does not stop accruing at close of escrow,but continues until the actual
day of receipt of the payoff by Lender.
Seller is aware that interest will accrue through weekends or holidays.
Seller is aware he/she/they are responsible for payment of all of such interest and will indemnify and hold Escrow Holder
harmless in connection with the payment of such interest. In the event you are paying in full the balance due on an
existing trust deed and if a reconveyance of the trust deed is not recorded within 60 days of it being paid off,you are
requested to release the trust deed pursuant to the provisions of ORS 86.720.
Upon request,you are instructed to furnish any broker or lender identified with this transaction or anyone acting on behalf
of such broker or lender,any information concerning this escrow,copies of all instructions,amendments and statements.
All terms and provisions of the agreement between the parties,amendments or addenda thereto,have been complied
with to the satisfaction of the undersigned parties or will be complied with outside this escrow.
Seller proceeds,or balance thereof,at closing shall be delivered as follows:
[ ] Mail [ ] Hold for Pick Up [ X]Wire to Account:
Bank: (A.S, an k
Account No.: 1S-365SO2-S(ooS
Account Name: CilyofGrne,tiI ficrdu..t
ABA Routing No.: /23 000 27.0
Continued on following page kitia
UNDERSTAND THESE GENERAL PROVISIONS.
IT IS UNDERSTOOD BY THE PARTIES SIGNING THE ABOVE INSTRUCTIONS OR THOSE ESCROW
INSTRUCTIONS WHICH ARE ATTACHED HERETO THAT SUCH INSTRUCTIONS CONSTITUTE THE WHOLE
AGREEMENT BETWEEN THIS FIRM AS AN ESCROW AGENT AND YOU AS A PRINCIPAL TO THE ESCROW
TRANSACTION.THESE INSTRUCTIONS MAY NOT INCLUDE ALL OF THE TERMS OF THE AGREEMENT WHICH
IS THE SUBJECT OF THIS ESCROW. READ THESE INSTRUCTIONS CAREFULLY, AND DO NOT SIGN THEM
UNLESS THEY ARE ACCEPTABLE TO YOU.
SELLER SIGNATURE(S):
City Center Development A cy,the urban renewal agency of the City of Tigard
BY: Ass-
Name:
Name: Met A L. Wire;
Title: g'iceGL4 7Vvi 4,.t.fvr-
ADDRESS: 131 2S 5W f1 11 ((/✓41. Ti5aril, 0.ffw 9 2223
PHONE: 03-7($ -24 3 6
RECEIVED BY: Chicago Title Company of Oregon
By: .4.]:r4_
Date:
Continued on following page Initials /r
GENERAL PROVISIONS
1. DEPOSIT OF FUNDS
The law dealing with the disbursement of funds requires that all funds be available for withdrawal as a matter of right by the title entity's escrow and/or
sub escrow account prior to disbursement of any funds.Only cash or wire transferred funds can be given Immediate availability upon deposit Cashier's
checks may be available one business day after deposit.All other funds such as personal,corporate or partnership checks and drafts are subject to
mandatory holding periods which may cause material delays In disbursement of funds in this escrow.In order to avoid delays.all fundings should be
wire transfer.Outgoing wire transfers wit not be authorized until confirmation of the respective Incoming wire transfer or of availability of deposited
checks.
A(1 funds received in this escrow shall be deposited with other escrow funds in a general escrow account or accounts of Chicago Title Company of
Oregon,with any state or national bank,and may be transferred to any other such general escrow account or accounts.Said funds will not earn interest
unless the instructions otherwise specifically state that funds shall be deposited in an interest-bearing account
Escrow Holder receives indirect benefits including but not limited to checks,deposit slips,data processing and account service and waiving of certain
fees from the depository bank where Its non-interest bearing client trust accounts are maintained.Escrow Holder or its affiliates may also elect to enter
into other business transactions with or obtain loans for investment or other purposes from the depository institution.These benefits are passed on to the
escrow principals through lower escrow fees.Pursuant to OAR 863-50-065,a good faith estimate of the value of the benefit is$24.12 per escrow.By
initialing below,we hereby acknowledge advisement of the disclosure.
L • RE:
•
OTICE OF OPPORTUNITY.You have the opportunity to earn interest on your escrow funds by requesting Escrow Holder to set up an Interest bearing
account on your behalf.Escrow Agent will inform you of any fees it will charge to establish the account.Interest earned is dependent upon the amount of
the deposit,the length of time of the deposit and the prevailing interest rate.
All disbursements shall be made by check of Chicago Title Company of Oregon.The principals to this escrow are hereby notified that the funds
deposited herein are insured only to the limit provided by the Federal Deposit Insurance Corporation.Any instruction for bank wire will provide
reasonable time or notice for Escrow Holder's compliance with such instruction.Escrow Holder's sole duty and responsibility shall be to place said wire
transfer instructions with its wiring bank upon confirmation of(1)satisfaction of conditions precedent or(2)document recordation at dose of escrow.
Escrow Holder will NOT be held responsible for lost interest due to wire delays caused by any bank or the Federal Reserve System,and recommends
that all parties make themselves aware of banking regulations with regard to placement of wires.
In the event there is insufficient time to place a wire upon any such confirmation or the wires have dosed for the day,the parties agree to provide written
instructions for an alternative method of disbursement WITHOUT AN ALTERNATIVE DISBURSEMENT INSTRUCTION,FUNDS WILL BE HELD IN
TRUST IN A NON-INTEREST BEARING ACCOUNT UNTiL THE NEXT OPPORTUNITY FOR WIRE PLACEMENT.
If for any reason funds are retained or remain in escrow after dosing date.Escrow Agent is authorized to deduct therefrom reasonable monthly charges
as custodian thereof of one percent of the original balance but not less than$10.00 per month.Funds deposited into this escrow are to be maintained in
a federally insured trust account and any escrow related services provided to Escrow Agent by any depository bank or savings and loan association are
hereby consented to and approved.
Unless specifically instructed otherwise in writing,mail all funds and instruments deliverable to the parties in favor of them to their address indicated
below.At your discretion,you are authorized to receive and/or disburse any funds in connection with this escrow by electronic(wire)transfer.
The undersigned hereby authorize and instruct Escrow Holder to charge each party to the escrow for their respective Federal Express,special mail
handfing/courier and/or incoming/outgoing wire transfer fees.Unless specified in writing by the undersigned,Escrow Holder is authorized to select
special mail/delivery or courier service to be used.
2. PROBATIONS AND ADJUSTMENTS
Make each proration on the basis of the actual number of days in the year covered by said item.annualizing monthly amounts.Tax prorations shall be
based on the amount of the latest available tax statement(which may include reductions based on any deferral or exemption);during periods in which
the current years tax figures are not available,you shall prorate taxes or assessments upon the immediate preceding year's figures,any further
adjustment in actual taxes shall be handled between the parties outside of this escrow and Escrow Agent shall have no liability for the collection or
payment thereof.If the parties herein have provided Escrow Agent with a rent schedule on the subject property,you shall prorate rents and charge seller
and credit buyer with any deposits paid in advance pursuant to the rent schedule approved by the parties.Seller represents that they will collect all rents
which fall due prior to the dose of escrow.Make no adjustment against buyer for uncollected rent
3. UTIUTIES/POSSESSION
Transf , ayment and adjustment of utilities and possession of the premises are to be settled by the parties directly and outside escrow.
HE E:
r .
4. PREPARATION AND RECORDATION OF INSTRUMENTS
Escrow Holder Is authorized to prepare,obtain,record and deliver the necessary instruments to carry out the terms and conditions of this escrow and to
order the policy of title insurance to be issued at dose of escrow as called for in these instructions.Close of escrow shall mean the date instruments are
recorded.
You are further authorized to record any documents required by the lender pursuant to their instructions to secure its lien on the subject property.Said
documents are authorized to be recorded prior to the lenders disbursement of loan funds pursuant to the loan agreement
5. AUTHORIZATION TO FURNISH COPIES
You are authorized to furnish copies of these instructions,supplements,amendments,notices of cancellation and dosing statements to any lender or
mortgage broker of buyer upon the lender's or mortgage broker's request or to any real estate broker or agent or lawyer involved in this transaction upon
the broker's,agent's or lawyers request,except that such copies shall be limited to copies that pertain to the broker's,agent's or lawyer's principal.In
the event that the buyer seeks to apply to the IRS for a homebuyer credit,the seller authorizes Escrow Agent to furnish to Buyer a copy of the seller's
settlement statement and other information needed for the buyer's application to the IRS.
6. RIGHT OF CANCELLATION
Any principal instructing you to cancel this escrow shall file notice of cancellation in your office In writing.You shall,within two(2)working days
thereafter,deliver,one copy of such notice to each of the other principals at the addresses stated in this escrow.If written objection is filed,you are
authorized to institute an action in interpleader pursuant to provisions of paragraph number 9 contained herein,
7. PERSONAL PROPERTY
No examination,chattel or security interest search or insurance as to the amount or payment of personal property taxes is required unless specifically
requested.
Bills of sale,if any required,are to be delivered unrecorded at the dose of escrow.Escrow Agent shall have no responsibility or liability for the condition
or delivery of any personal property being transferred herein.
By signing these General Provisions,the parties to the escrow hereby acknowledge that they are indemnifying the Escrow Holder against any and all
matters relating to any"Bulk Sales"requirements,and instruct Escrow Holder to proceed with the dosing of escrow without any consideration of matter
of any nature whatsoever regarding"Bulk Sales"being handled through escrow.
8. RIGHT OF RESIGNATION
Escrow Holder has the right to resign upon ten(10)days written notice delivered to the principals herein. If such right is exercised,all funds and
documents shall be returned to the party who deposited them and Escrow Holder shall have no liability hereunder.
9. ACTION IN INTERPLEADER
The principals hereto expressly agree that you,as Escrow Holder,have the absolute right at your election to file an action In interpleader requiring the
principals to answer and litigate their several claims and rights among themselves end you are authorized to deposit with the clerk of the court all
documents and funds held in this escrow.In the event such action is filed,the principals jointly and severally agree to pay your cancellation charges and
costs,expenses and reasonable attorneys fees which you am required to expend or incur in such interpleader action,the amount thereof to be fixed
and judgment therefor to be rendered by the court.Upon the filing of such action,you shall thereupon be fully released and discharged from all
obligations imposed by the terms of this escrow or otherwise.
10. TERMINATION OF AGENCY OBUGATION
These instructions shall be binding on the undersigned until the dose of business 30 days from date hereon and shall be performed within said period or
thereafter until written demand by the undersigned is made upon you for the revocation hereof,provided however,that your agency as Escrow Holder
will not extend beyond six(6)months from the date set forth herein.Any such written notices shall be effective upon receipt of such notice.This escrow
may be terminated and all papers and monies returned to the parties only upon written instructions of both parties unless otherwise specified herein.
11. CONFLICTING INSTRUCTIONS
Upon receipt of any conflicting instructions,you are to take no action in connection with this escrow until non-conflicting instructions are received from all
of the prindpas to this escrow(subject to sections 6,8,9 and 10 above).
12. SETTLEMENT STATEMENTS
The parties hereto agree to pay all Items as set forth on the approved settlement statements.It is understood that certain items therein may be estimated
figures and are subject to adjustment.
Continued on following page Initial
13. POST CLOSING FiLE PROCESSING
It is understood and agreed that the"Reconveyance Fee'specified on the HUD-1 form and on the Estimated Closing Statement is for payment of
Trustee Fees,as weft as reconveyance and post-closing file processing services.
14. COLLECTION OF FEES
Upon recordation and disbursement of documents and funds required herein,you are authorized to collect your fees earned as agreed to for your
closing services.Parties agree to pay on demand,whether or not this escrow closes,any charges Incurred by Escrow Holder on our behalf and its usual
escrow fees and charges.
15. REIMBURSEMENT ATTORNEY FEES/ESCROW HOLDER
In the event that a suit is brought by any party or parties to these escrow instructions to which the Escrow Holder Is named as a party which results in a
judgment in favor of the Escrow Holder and against a principal or principals herein,the principals or principals'agent agree to pay said Escrow Holder all
costs,expenses and reasonable attorney's fees which it may expend or Incur in said suit,the amount thereof to be fixed and judgment therefore to be
rendered by the court in said suit
16. DELIVERY/RECEIPT
Delivery to principals as used in these Instructions unless otherwise stated herein is to be by hand in person to the principal,regular mail,email or fax to
any of the contact information provided in these instructions.If delivered by regular mail receipt is determined to be 72 hours after such mailing.All
documents, balances and statements due to the undersigned may be delivered to the contact information shown herein.All notices,change of
instructions,communications and documents are to be delivered in writing to the office of Chicago Title Company of Oregon as set forth herein.
17. STATE/FEDERAL CODE NOTIFICATIONS
According to Federal taw, the Seller,when applicable,will be required to complete a sales activity report that will be utilized to generate a 1099
statement to the Internal Revenue Service.
The parties have satisfied themselves that the transaction covered by this escrow Is not In violation of any planning or zoning law,and Escrow Agent is
relieved of all liability in connection therewith,and is not concerned with the enforcement of said laws.
18. NON-RESIDENT ALIEN
The Foreign Investment In Real Property Tax Act(FIRPTA),Title 26 U.S.C.,Section 1445,and the regulations thereunder,provide,in part,that a
transferee(buyer)of a U.S.real property interest from a foreign person(generally a non-resident alien Individual,a foreign corporation,a foreign
partnership,a foreign trust or a foreign estate)must withhold a tax equal to ten percent(10%)of the amount realized on the disposition(generally the
sales price),report the transaction and remit the withholding to the Internal Revenue Service(IRS)within twenty(20)days after the transfer. Escrow
Agent has not participated and will not participate in any determination of whether the FIRPTA tax provisions are applicable to the subject transaction;
has not acted and will not act as a'qualfied substitute'(as defined in the code and/or regulations)to receive a certification of nonforeign status from the
transferor,and has not furnished and will not furnish tax advice to any party to the transaction. Escrow Agent is not responsible for determining
whether the transaction,the transferor(seller)or the transferee(buyer)qualifies or will qualify for an exception or an exemption from FIRPTA withholding
requirements and is not responsible for the filing of any tax form with the IRS related to FIRPTA's application to this transaction and its principals.
Escrow Agent is not the agent for the transferee(buyer)for the purposes of receiving or analyzing any evidence or documentation that the transferor
(seller)in the subject transaction is a U.S.citizen,a resident alien or a foreign person for purposes of FIRPTA requirements.The transferee(buyer)is
advised that transferee(buyer)should seek the advice of a lawyer or other legal or tax professional regarding compliance with FIRPTA requirements
and that transferee(buyer)must make an independent determination of whether the transaction is subject to FIRPTA withholding requirements and of •
the appropriate actions to take and documentation to obtain in connection with those requirements. Escrow Agent is not responsible for the payment of
FIRPTA withholding and/or any penalty and/or any interest incurred in connection therewith. The transferee(buyer)is advised that FIRPTA withholding
and reporting requirements are not matters covered by title insurance,if any,issued to transferee(buyer)in connection with this transaction.The
transferee(buyer)Is advised that transferee(buyer)bears full responsibility for compliance with FIRPTA withholding and other requirements if applicable
and/or all consequences of any failure to comply therewith. In the event that the transferee(buyer)and/or the transferor(seller)instructs Escrow Agent
to make a disbursement for FIRPTA withholding and to deliver FIRPTA-related forms to the IRS,Escrow Agent does so pursuant to the principals'
written instructions solely in its capacity as an escrow agent,without offering or giving any legal or tax advice to transferee(buyer)or transferor(seller)
regarding FIRPTA withholding and other requirements.
19, ENCUMBRANCES
Escrow Holder is to act upon any statements furnished by a lienholder or his agent without liability or responsibility for the accuracy of such statements.
Any adjustments necessary because of a discrepancy between the information furnished Escrow Holder and any amount later determined to be
incorrect upon demand of Escrow Holder,parties responsible for payment will immediately pay the amount of any such deficiency.
If a reconveyance of the deed of trust is not recorded within 60 days of its being paid off,you are requested to release the deed of trust pursuant to
provisions of ORS 86.720.
20, ENVIRONMENTAL ISSUES
Chicago Title Company of Oregon has made no investigation concerning said property as to environmental/toxic waste issues.Any due diligence
required or needed to determine environmental impact as to forms of toxification,iif applicable,will be done directly and by principals outside of escrow.
Chicago Title Company of Oregon Is released of any responsibility and/or liability in connection therewith.
21, USURY
Escrow Holder is not to be concerned with any questions of usury in any loan or encumbrance involved in the processing of this escrow and is hereby
released of any responsibility or liability therefore.
22. DISCLOSURE
Escrow Holder's knowledge of matters affecting the property,provided such facts do not prevent compliance with these instructions,does not create any
liability or duty in addition to these instructions.
23, CLARIFICATION OF DUTIES
Chicago Title Company of Oregon serves ONLY as an Escrow Holder in connection with these instructions and cannot give legal advice to any party
hereto.
Escrow Holder is not to be held accountable or liable for the sufficiency or correctness as to form,manner of execution,or validity of any instrument
deposited in this escrow,nor as to the Identity,authority or rights of any person executing the same.Escrow Holder's duties hereunder shall be limited to
the proper handling of such money and the proper safekeeping of such instruments,or other documents received by Escrow Holder,and for the
disposition of same in accordance with the written instructions accepted by Escrow Holder.
The agency and duties of Escrow Holder commence only upon receipt of copies of these Escrow Instructions executed by all parties.
24.Payment and Discharge of Liens;Trust Deed Flat Fee;Authorization for Release of Trust Deed.
Seiler and Buyer authorize and instruct Escrow Agent upon dosing to pay all debts underlying liens,mortgages or deeds of trust being released,
reconveyed,satisfied or discharged through this escrow in accordance with the payoff statements or instructions received by Escrow Agent from the
holders of the debt, in the event that a holder of a debt asserts that a different payment figure applies,Seller and Buyer agree to resolve immediately
the holder's demand,whether by paying the shortage or by other means.The Escrow Agent will not undertake to pay any shortage at Escrow Agent's
expense.Seller and Buyer authorize Escrow Agent to facilitate the recordation or filing of the release.reconveyance,satisfaction and/or discharge
documents upon receipt,upon dosing or after dosing,if not in Escrow Agent's possession at dosing,and in accordance with holder's instructions to
Escrow Agent.
With respect to any loan secured by a trust deed satisfied through this escrow for which Escrow Agent does not receive the appropriate reconveyance
documentation from the lender in due course after payment,Oregon Revised Statutes(ORS)86.720,has established an alternative procedure that
permits Escrow Agent to process a'Release of Trust Deed.' Seller and Buyer authorize Escrow Agent,at Its discretion,to prepare,execute and
facilitate the recordation,in accordance with ORS 86.720,a Release of Trust Deed for any trust deed paid in full through this escrow.
With respect to any trust deed loan satisfied through this escrow,Escrow Agent is authorized to charge a flat fee for each trust deed.The flat fee for
each trust deed debt satisfied shall include,as applicable and necessary,tracking of receipt of the reconveyancer and/or acquisition,preparation,
processing and/or facilitating the recordation of any appropriate instrument of lien release,including without limitation,a trust deed reconveyance,an
appointment of successor trustee,a request for reconveyance of trust deed,notice of intent to release trust deed,any instrument required under ORS
86.720, or other necessary instrument.The fiat fee is not refundable in whole or in part,even if any of the services above are not required or performed
by Escrow Agent beyond tracking the reconveyance.The flat fee is exclusive of governmental charges for recording any necessary documents.
THIS AGREEMENT IN ALL PARTS APPLIES TO,INURES TO THE BENEFIT OF,AND BINDS ALL PARTIES HERETO,
THEIR HEIRS, LEGATEES, DEVISEES, ADMINISTRATORS, EXECUTORS, SUCCESSORS AND ASSIGNS, AND
WHENEVER THE CONTEXT SO REQUIRES THE MASCULINE GENDER INCLUDES THE FEMININE AND NEUTER,
AND THE SINGULAR NUMBER INCLUDES THE PLURAL.THESE INSTRUCTIONS AND ANY OTHER AMENDMENTS
MAY BE EXECUTED IN ANY NUMBER OF COUNTERPARTS, EACH OF WHICH SHALL BE CONSIDERED AS AN
ORIGINAL AND BE EFFECTIVE AS SUCH.
MY SIGNATURE HERETO CONSTITUTES INSTRUCTION TO ESCROW HOLDER OF ALL TERMS AND CONDITIONS
CONTAINED IN THIS AND ALL PRECEDING PAGES AND FURTHE- SIGNIFIES T •T I HAVE READ AND
Continued on following page I ' - �,�,
IT IS UNDERSTOOD BY THE PARTIES SIGNING THE ABOVE INSTRUCTIONS OR THOSE ESCROW
INSTRUCTIONS WHICH ARE ATTACHED HERETO THAT SUCH INSTRUCTIONS CONSTITUTE THE WHOLE
AGREEMENT BETWEEN THIS FIRM AS AN ESCROW AGENT AND YOU AS A PRINCIPAL TO THE ESCROW
TRANSACTION. THESE INSTRUCTIONS MAY NOT INCLUDE ALL OF THE TERMS OF THE AGREEMENT WHICH
IS THE SUBJECT OF THIS ESCROW. READ THESE INSTRUCTIONS CAREFULLY,AND DO NOT SIGN THEM
UNLESS THEY ARE ACCEPTABLE TO YOU.
SELLER(S)SIGNATURE(S):
City Center Development ncy,the urban renewal agency of the City of Tigard
BY " a
Name: '\4 r a L.. t•U�y1Q
Title: e€1k1-iv.e..j�j✓�r`a car
•
Continued on following page Initials
•
0
Chicago Title Company of Oregon
1211 SW 5th Avenue,Suite 2130,Portland,OR 97204
(503)973-7400 FAX(503)248-0324
PRELIMINARY STATEMENT REGARDING SELLER'S EXEMPT STATUS
THE ESCROW AGENT WILL nai.Y ou THIS FORM TO DETEFOILNEWNETHat OREGON TAX Wrr HCLUNG is REQUIRED.
IEarh&dinr(>tattfnrcej nuolryovfM a separate fang
Escrow Nn.472514520951KN Date of Closing:
Name of Seller(Transferal, City!`.enter DeveloprnerLAnPney the urt+an mne aL snpn-y of thei ty
Address of Property Said 9020 SW Burnham St.,12770&12800 SW Ash Avenue,Tigard,OR
(or short legal description) 97729
The Transferor hereby Ohms and declares,under pertoTtl of perjury,that,as of the Date of Closing the sale of the above
desc{bed Property through the Escrow referred to above,the undarslpned Transferor is(c ersJats Lex that apptg):
❑An od]vidual and en Orman resident residing at 0 A C-corporation farmed(domiciled)in the State of
the following addrooa(p'_Xyax ragas=widow): Oregon,or registered end qualified to do
business in the State of Oregon.
❑A Persanai Representa8ve,t3marbs, ❑A ilmltad Liability Company that ha mars than
Conservator,Banicuptcy Trvatea,or otter parson ane member and Is not a`disregarded entity"for
acting rmderjudIdai review federal Income tax purposes.
❑A Trust that le not "disregarded entity"for 0 An S-corporation.
federal income Mx purposes.
❑A General Partnership.
prycu chuck thio tom,tie por4da Si.fd.oelng):
❑A Limited Parroarship.
Is the trust Itra.ccahle? Yes __No
❑A Limited Liability Partnership.
Separate Tex ID No.? Yea _No
❑A non-profit corporation.
TrustTax ID Number:
VA City,County,Municipal or Public Corporation.
hf .'ss oybs.eei'hadbyEsseowAgerd0 An agency crinstruiocrrtoflty of lb.United States
or the Stade danger'.
❑Atransferor In a transaction far which the total ❑A Transferor in a conveyance In lieu of
consideration(sale price)is$100,000 or leas. foreclosure of a mortgage,frost dead or land sale
contract with no additional consideration
❑ Noteor THE ABOVE
r �1
-(randaut L. ) TIf applicable: C.Y(ec. JO;techLt � 16 '2S c�i
(S1pnaWs d �d Ilk t0rerf
Transferors Taxpayer ID No.(SSN or Employer ID No.): 9 3 -0570 3`l'10
The,if applicable: Date:
(Signature d9 nsalta'mttrorlred stria/
Transferor's Taxpayer ID No.(SSN or Employer ID No.):
IF YOU CHECI(ED ANY BOX OTHER THAN"NONE OF THE ABOVE,"SUBMIT YOUR SIGNED AND DATED FORM TO
THE ESCROWAGENT BEFORE YOUR CLOSING APPOINTMENT.
/F YOU CHECKED"NONE OF THE ABOVE,"YOU MUST COMPLETE OREGON DEPARTMENT OF REVENUE
(DOR)FORM WC AND suawT IT TO THE ESCROW AGENT PRIOR TO YOUR CLOSING APPOINTMENT.
CONTACT THE ESCROW AGENT TO OBTAIN DOR FORM WC AND INSTRUCTIONS,OR VIEW AND PRINT THEM
ONLINE AT: http://www.oreqpn.qoyMor/PERTAX/docsiforrns-or-18-wc-tpv-18 101-183 2014.pdf
112812014
DOR0532.rdw
PREMIUM PROPERTY—TIGARD LLC
October 28,2015
City Center Development Agency of the City of Tigard
Attn: Martha L Wine,Exec.Director
13125 SW Hall Blvd.
Tigard,OR 97232
Re: Development and Disposition Agreement
Ladies and Gentlemen:
Reference is made to the Development and Disposition Agreement with an effective date of April 16,
2015 by and between the City Center Development Agency of the City of Tigard ("CCDA")and DIG Tigard
LLC,an Oregon limited liability company("Diamond"),and Capstone-Green Light LLC,an Oregon
limited liability company("Capstone"),as amended by the First Amendment to Development and
Disposition Agreement dated September 1,2015,and as assigned by Diamond and Capstone to
Premium Property—Tigard LLC,an Oregon limited liability company("Developer")by Assignment of
Development and Disposition Agreement dated October 27,2015(the"DDA").
Section 10.3 of the DDA provides,in part,that CCDA shall have the right to repurchase the Property(as
defined in the DDA)if Developer does not(1)commence construction within one year of the date that is
no later than 30 days after Closing as defined in the DDA,or(2) achieve Substantial Completion of the
Project(as defined in the DDA)within three years after commencement of construction(the
"Construction Deadline"),such Substantial Completion to be evidenced by a certificate of occupancy
(temporary or permanent)for the Project. By signing below CCDA covenants and agrees that if such
certificate of occupancy is issued for the Project by the Construction Deadline,CCDA will,within ten (10)
days of receipt of written notice from either Developer or Developer's mortgagee,sign a document in
recordable form confirming that the repurchase rights of CCDA under the DDA have been terminated
and are no longer of any further force or effect.
Very truly yours,
PREMIUM PROPERTY—TIGARD LLC
By: VViv
Jeffrey M.Sa' kett,Operations Manager
ACKNOWLEDGED AND AGREED:
CITY CENTER DEVELOPMENT AGENCY OF THE CITY OF TIGARD
By:
Name: ( Gtr+t'Ct.
Title: ' � LC(Zr
f00034921;3}
Non-Foreign Certification
This form is provided so that the buyer and/or seller in this transaction can certify compliance with the Foreign
Investment in Real Property Tax Act to the escrow agent and/or buyer. Transferee/Buyer must retain a copy of
this document until after the fifth taxable year following the transfer.
I understand that this certification may be disclosed to the Internal Revenue Service by the transferee and that
any false statement I have made herein could be punished by fine, imprisonment, or both.
Under penalty of perjury I declare that I have examined this certification and to the best of my knowledge and
belief it is true, correct and complete.
Certification of Non-Foreign Status by Entity
Section 1445 of the Internal Revenue Code provides that a transferee of a U.S. real property interest must
withhold tax if the transferor is a foreign person. For U.S. tax purposes (including section 1445), the owner of a
disregarded entity(which has legal title to a U.S. real property interest under local law)will be the transferor of
the property and not the disregarded entity. To inform the transferee that withholding of tax is not required upon
the disposition of a U.S. real property interest, the undersigned hereby certifies the following on behalf of the
transferor/seller:
1. City Center Development Agency, the urban renewal agency of the City of Tigard is not a foreign
corporation,foreign partnership, foreign trust, or foreign estate(as those terms are defined in the
Internal Revenue Code and income Tax Regulations);
2. City Center Development Agency,the urban renewal agency of the City of Tigard is not a
disregarded
entity as defined in§1.1445-2(b)(2)(iii)
3. City Center Development Agency,the urban renewal agency of the City of Tigard U.S. employer
identification number is Ct . - O SU 3 5L() ; and
4. The office address is / 3 / 2 S— SW HG/( 13/vd• . T o e 9 7 2 2.�
The transferor/seller understands that this certification may be disclosed to the Internal Revenue Service by
transferee and that any false statement contained herein could be punished by fine, imprisonment, or both.
Under penalties of perjury I declare that I have examined this certification and to the best of my knowledge and
belief it is true, correct, and complete,and I further declare that I have authority to sign this document on behalf
of seller
City Center Development Agency, the urban
renewal agency of e ity of Tigard
By� /"V7 Ccs 7`
Date: t O '2-6.2o/5^ Title: ex ec 4 f r y2 e re, 6 c-
READ AND A. . 'OVED
DATE /O- 2S'" 2c-)( S---
Chicago Title Insurance Company of Oregon
1211 SW 5th Avenue,Suite 2130, Portland,OR 97204
(503)973-7400 FAX(503)248-0324
PRELIMINARY REPORT
ESCROW OFFICER: Kelly Norton ORDER NO.: 472514520951KN-CT50
TITLE OFFICER: Tony Schadle SIXTH SUPPLEMENTAL
TO: Chicago Title Company of Oregon
Attn: Kelly Norton
1211 SW 5th Avenue, Suite 2130
Portland,OR 97204
OWNER/SELLER: City Center Development Agency of the City of Tigard,Oregon
BUYER/BORROWER: Premium Property-Tigard LLC,an Oregon limited liability company
PROPERTY ADDRESS: 12750, 12760, 12790, & 12850 SW Ash Avenue
Tigard Oregon 97223
EFFECTIVE DATE: October 14,2015,08:00 AM
1. THE POLICY AND ENDORSEMENTS TO BE ISSUED AND THE RELATED CHARGES ARE:
AMOUNT PREMIUM
Standard Coverage Owners Policy $1,650,000.00 $3,075.00
Extended Coverage Lenders Policy - (reissue rate applied) 22,240,000.00 $30,850.00
Governmental Service Fee $75.00
2. THE ESTATE OR INTEREST IN THE LAND HEREINAFTER DESCRIBED OR REFERRED TO COVERED
BYTHIS REPORT IS:
Fee Simple
3. TITLE TO SAID ESTATE OR INTEREST AT THE DATE HtIttul= IS VCS I ED IN:
City Center Development Agency,the urban renewal agency of the City of Tigard
4. THE LAND REFERRED TO IN THIS REPORT IS SITUATED IN THE COUNTY OF WASHINGTON,STATE
OF OREGON,AND IS DESCRIBED AS FOLLOWS:
SEE EXHIBIT"A"ATTACHED HERETO AND MADEA PART HEREOF
FDOR0211.rdw
PRELIMINARY REPORT
(Continued)
Order No.: 472514520951 KN-CT50
EXHIBIT "A"
Atract of land being a portion of Lot 5 of the plat of"Bumham Tract"located in the Northeast One-Quarter of
Section 2,Township 2 South,Range 1 West,Willamette Meridian,City of Tigard,Washington County,Oregon
and being more particularly described as follows:
Beginning at the Southeast corner of Lot 5 of the plat of"Burnham Tract"being a 3/4 inch iron pipe;thence
North 43'16'11"West 71.49 feet to a point;thence North 39'44'30"West 39.15 feet to a point;thence North
45°21'36"West 6.34 feet to a point;thence North 12°53'35"West 42.34 feet to a point;thence North
34'58'59"East 43.75 feet to a point;thence North 44'38'24"East 27.78 feet to a point;thence North 45°21'36"
West 9.10 feet to a point;thence North 37°10'33"East 20.73 feet to a point;thence North 44°38'24"East
50.97 feet to a point;thence North 06'38'24"East 26.98 feet to a point;thence North 28°16'23"West 126.55
feet to a point on the southeasterly right-of-way of SW Ash Avenue(20 feet from centerline);thence along said
right-of-way North 44°30'29"East 192.20 feet to a point;thence South 45°29'39"East 17.50 feet to a 5/8 inch
diameter iron rod with yellow plastic cap Inscribed"AKS ENGR."And being on said right-of-way(37.5 feet from
centerline);thence along said right-of-way North 44°30'29"East 55.37 feet to a point;thence along a curve to
the right with a radius of 237.50 feet,delta of 17°13'20",length of 71.39 feet,and chord of North 53°07'09"
East 71.12 feet to a point;thence North 61'43'49"East 138.76 feet to a point;thence along a curve to the right
with a radius of 21.50 feet,delta of 75°00'00",length of 28.14 feet,and chord of South 80°46'11"East 26.18
feet to a point along the southwesterly right-of-way of SW Burnham Street(37.5 feet from centerline);thence
along said right-of-way South 43°16'11"East 9.39 feet to a point;thence leaving said right-of-way South
44°31'36"West 232.50 feet to the southwesterly corner of document number 2010-103509;thence South
43'16'11"East 69.42 feet to the southeasterly corner of said document number;thence South 44°30'13"West
17.00 feet to a 5/8 inch iron rod with yellow plastic cap inscribed'WEDDLE LS 874"at the southwesterly
corner of document number 2003-194237;thence South 43'16'11"East 140.48 feet to a 5/8 Inch iron rod with
yellow plastic cap inscribed"WEDDLE LS 874"on the northwesterly line of Lot 6 of the plat of"Burnham Tract";
thence South 44'38'24"West 438.30 feet to the point of beginning.
FDOR0212.rdw
Order No.: 472514520951 KN-CT50
AS OF THE DATE OF THIS REPORT, ITEMS TO BE CONSIDERED AND EXCEPTIONS TO COVERAGE IN
ADDITION TO THE PRINTED EXCEPTIONS AND EXCLUSIONS IN THE POLICY FORM WOULD BE AS
FOLLOWS:
GENERAL EXCEPTIONS:
1. Taxes or assessments which are not shown as existing liens by the records of any taxing authority that
levies taxes or assessments on real property or by the Public Records;proceedings by a public agency
which may result in taxes or assessments,or notices of such proceedings,whether or not shown by the
records of such agency or by the Public Records.
2. Facts, rights, interests or claims which are not shown by the Public Records but which could be
ascertained by an inspection of the Land or by making inquiry of persons in possession thereof.
3. Easements,or claims of easement,not shown by the Public Records;reservations or exceptions in
patents or in Acts authorizing the issuance thereof;water rights,claims or title to water.
4. Any encroachment, encumbrance,violation,variation,or adverse circumstance affecting the Title that
•
would be disclosed by an accurate and complete land survey of the Land. The term"encroachment"
includes encroachments of existing improvements located on the Land onto adjoining land,and
encroachments onto the Land of existing improvements located on adjoining land.
5. Any lien for services,labor or material heretofore or hereafter furnished,or for contributions due to the
State of Oregon for unemployment compensation or worker's compensation,imposed by law and not
shown by the Public Records.
SPECIFIC ITEMS AND EXCEPTIONS:
6. The subject property is under public,charitable,fraternal,or religious organization ownership and is
exempt from ad valorem taxation. Any change in ownership prior to delivery of the assessment roll may
result in tax liability.
Tax Account No's: R462270,R462261 and R462252
7. City Liens,if any,in favor of the City of Tigard. None found as of December 5,2014.
8. "DELETED'*
9. "DELETED"
10. "DELETED"
11. Easement(s)for the purpose(s)shown below and rights incidental thereto, as granted in a document:
Granted to: Owners of property within Lot 5,Burnham Tract
Purpose: Roadway
Recording Date: May 2, 1933
Recording No: Book 151,Page 153
Affects: The southeasterly portion
12. "DELETED"
FDOR0390.rdw
Order No.: 472514520951 KN-CT50
13. Easement(s)for the purpose(s)shown below and rights incidental thereto.as granted in a document:
Granted to: The public
Purpose: Public utilities
Recording Date: November 19,2009
Recording No: 2009-101040
Affects: See document for specifics
As vacated, in part, by City cf Tigard Ordinance No.15-15;
Recording Date: October 5,2015
Recording No: 2015-084193
14. Please be advised that our search did not disclose any open Deeds of Trust of record. If you should
have knowledge of any outstanding obligation,please contact the Title Department immediately for
further review prior to closing.
•
15. Facts, rights, interests or claims which are not shown by the public records but which could be
ascertained by an inspection of the Land or by making inquiry of persons in possession thereof.
To remove this item,the Company will require an affidavit and indemnity on a form supplied by the
Company.
16. Any lien or right to a lien for services, labor, material,equipment rental or workers compensation
heretofore or hereafter furnished, imposed by law and not shown by the public records.
ADDITIONAL REQUIREMENTS/NOTES:
A. NOTE: In addition to the standard policy exceptions,the exceptions enumerated above shall
appear on the final 2006 ALTA policy unless removed prior to issuance.
B. NOTE: No search has been made or will be made for water,sewer, or storm drainage charges
unless the city/service district claims them as liens(i.e.,foreclosable) and reflects them on its lien
docket at the date of closing. Buyers should check with the appropriate city bureau or
water/service district and obtain a billing cutoff. Such charges must be adjusted outside of
escrow.
C. NOTE A Washington County Ordinance imposes a tax of$1.00 per$1,000.00 valuation on
certain real property transfers unless an exemption from the tax is granted by the county in
accordance with the ordinance.
D. NOTE: There are no matters against the party(ies)shown below which would appear as
exceptions to coverage in a title insurance product:
Parties: Premium Property-Tigard LLC, an Oregon limited liability company
FDOR0390.rdw
Order No.: 472514520951 KN-CT50
E. NOTE: A copy of the terms and provisions of the operating agreement for the limited liability
company set forth below should be furnished for our examination prior to closing. Any
conveyance or encumbrance of said company's property must be executed by all of the members
unless otherwise provided for in the operating agreement. In addition,if there have been any
changes in membership from the date of original creation of the limited liability company to the
present date, copies of approval of withdrawal and/or acceptance of such member should be
furnished for our examination.
Limited Liability Company: Premium Property-Tigard LLC,an Oregon limited liability company
F. NOTE: The following are required when a principal to the proposed transaction is an
instrumentality of the state,such as a municipality, a county or other governmental body:
a. Certification,with supporting documentation,that the board or other governing authority of the
governmental body has approved the transaction in accordance with applicable practices,
procedures, rules,ordinances and statutes.
b. Certification that a named person or persons, identified by name and position,are authorized to
act on behalf of the governmental body in the proposed transaction.
c.Verification of the current legal name and good standing of the governmental body when it is a
local governmental body other than a city or county.
G. NOTE: Effective January 1,2008,Oregon law(ORS 314.258)mandates withholding of Oregon
income taxes from sellers who do not continue to be Oregon residents or qualify for an
exemption. Please contact your Escrow Closer for further information.
H. NOTE: THE FOLLOWING NOTICE IS REQUIRED BY STATE LAW; YOU WILL BE REVIEWING,
APPROVING AND SIGNING IMPORTANT DOCUMENTS AT CLOSING. LEGAL
CONSEQUENCES FOLLOW FROM THE SELECTION AND USE OF THESE DOCUMENTS. YOU
MAY CONSULT AN ATTORNEY ABOUT THESE DOCUMENTS. YOU SHOULD CONSULT AN
ATTORNEY IF YOU HAVE QUESTIONS OR CONCERNS ABOUT THE TRANSACTION OR
ABOUT THE DOCUMENTS. IF YOU WISH TO REVIEW TRANSACTION DOCUMENTS THAT
YOU HAVE NOT SEEN, PLEASE CONTACT THE ESCROW AGENT.
I. NOTE This map/plat is being furnished as an aid in locating the herein described Land in relation
to adjoining streets,natural boundaries and other land. Except to the extent a policy of title
insurance is expressly modified by endorsement,if any,the Company does not insure
dimensions,distances or acreage shown thereon.
J. NOTE: Chicago Title Insurance Company is in receipt of an Existing Conditions Survey dated
March 5,2015, prepared by AKS Engineering and Forestry LLC,Job No. 3892.There are no
additional matters shown in said survey which would appear as exceptions to coverage in an
extended coverage Lender's Policy.
FDOR039O.rdw
•
AFFIDAVIT AND INDEMNITY BY OWNER
EXTENDED COVERAGE POUCIES
Order No.: 472514520951 KN-CTSO
WHEREAS the undersigned Affiant(rf more than one,herein collectively called the Affiant)is the owner of the land
(the Land)described in that certain Commitment for Title Insurance issued by CHICAGO TITLE INSURANCE
COMPANY(the Company)under No.472514520951KN(the Commitment),for an ALTA Owner's and/or Loan
Policy of title insurance(the Policy or Policies).
AND WHEREAS,the Proposed Insured(s)under said Commitment is/are requesting the Company to issue its
Policy or Policies with Extended Coverage,and to delete therefrom the General Exceptions relating to rights or
claims cf parties in possession,survey matters,unrecorded easements and statutory lien rights for labor or
materials,or other matters determinable only by survey,inspection. •
AND WHEREAS,the Affiant acknowledges that the Company would refrain from issuing said Policy or Policies
without showing said General Exceptions in the absence of the representations,agreements and undertakings
contained herein.
Nothing contained herein shall be construed so as to obligate the Company to issue said Policy or Policies without
showing said General Exceptions. However,should the Company do so,It will do so in part In reliance upon the
undertakings of the undersigned Affiant. The issuance of the Policy or Policies shall be consideration for the
undertakings promised herein.
The Company reserves the right to require additional indemnification and/or a survey in connection with analyzing
its risk in deleting said General Exceptions,and to take special exception for any adverse matters disclosed by this
affidavit,a survey or an inspection of the Land.
AFFIDAVIT
1. Said Land has been owned and occupied by the Affiant for 7 years and the Affiants enjoyment
thereof has been peaceable and undisturbed. There are no other persons(including trusts,corporations,
partnerships or limited liability companies)which assert an interest in the property,except(if none,state
'NONE"):
2. The Land at present is in use as: bare land.
3. There are no oral or written leases,tenancies or other occupancies,nor any rights of first refusal or options
to purchase said land,except(attach list,if necessary,and attach copies of any written agreements or rent
rolls,if any;if none,state'NONE"): 11/o i e
4. There are no contracts for the making of repairs or for new constructions on said Land or for the services
of architects,engineers or surveyors,nor are there any unpaid bills or claims for labor or services
performed or material furnished or delivered during the last twelve(12)months for alterations,repair work
or new construction on said Land,including site preparation,soil tests,site surveys,demolition,etc.except
(if none,state'NONE'): (On
e-
5. Neither the Affiant nor any principal of the Affiant has filed a petition for bankruptcy,which action is
pending,nor is Affiant a party to any pending action,nor has Affiant been served with a summons and
complaint nor received any notice of any action which is pending against Affiant,except(if none,state
'NONE'):
6. There are no unpaid or unsatisfied(1)mortgages,deeds of trust,contracts,security agreements,claims or
lien,or judgments,(2)special assessments for sewer,water,road or other local improvement districts,or
taxes,including taxes or special assessments which are not yet payable or which are not shown as existing
liens by the public records,or(3)services,Installation,connection,tap,capacity or construction charges for
sewer,water,electricity,natural gas cr other utilities,or garbage collection and disposal,which are not
shown in the referenced commitment,except(if none,state'NONE"):
N0h
7. There are no unpaid amounts of public funds advanced under the provision of one or more various federal
acts relating to health care(Including,but not limited to,the Hill-Burton Act(Title 42 USCA.§291.et seq.)or
under any state statutes enacted pursuant thereto,which would constitute a lien against the Land.
Nvr
INDEMNITY
The Affiant hereby agrees(1)to indemnify,protect,defend and save harmless the Company from and against any
and all lost,costs,damages,and attomey's fees it may suffer,expend or incur under or by reason,or in
consequence of or growing out of any such matters not identified in the above affidavit,and(2)to defend at the
Affiant's own costs and charges in behalf of and for the protection of the Company and of any parties insured or
who may be insured against loss by it under said Policy or Policies(but without prejudice to the right of the
Company to defend at the expense of the Affiant if is so elects)any and every suit,action or proceeding in which
any such matters may be asserted or attempted to be asserted,established or enforced with respect to said Land.
IN WITNESS WHEREOF,the dersigned has/have executed this agreement thisZ day of
�G � c71
City Center Development Age a urban renewal agency of the City of Tigard
�VDe
BY: — Yel2'
Name: y )a r 4rig A. L-. /tr1
Trfle: r?1(1.7 c 1,tte e a-0— p
Address: ( j(2.S Sty./ 4(I s�t'v4 ( � 'Gt(-.42( of- 'i7ZZ3
Telephone; 9)=3 71 O LGv
STATE OF OREGON f r0
County of Washington
This instrument was acknowledged before me on ('ci ti 2c,S— ,by 7? t��� G�,�, n e_ as
f/ of the City Center Development Agency,the urban renewal agency of the City
of Tigard.
q+ OFFICIAL STAMP
�' CAROL ANN KRAGER
Notary Public for r0 ur- t5/v :, NOTARY PUBLIC - OREGON
My Commission Expires: COMMISSION NO.924954
stas
(SEAL) MY COMMISSION EXPIRES FEBRUARY 10,2018
Exhibit A
Second Amendment to Development and Disposition Agreement
This Second Amendment to the Development and Disposition Agreement("Agreement")is
entered into by and between the City Center Development Agency of the City of Tigard
("CCDA") and PREMIUM PROPERTY—TIGARD LLC, an Oregon limited liability company
("Developer")
RECITALS
1. Premium Property—Tigard LLC is the assignee of DIG Tigard, LLC and
Capstone Green Light Partners LLC as evidenced by the Assignment of Development and
Disposition Agreement dated October 27, 2015.
2. On or about April 16,2015,Developer's predecessor-in-interest and the CCDA
entered into a Development and Disposition Agreement("DDA"); and entered into a First
Amendment to the DDA on or about September 1,2015. Any reference to "DDA"includes the
First Amendment to the DDA.
3. The parties have determined that further amendments to the DDA are necessary
and appropriate to facilitate securing construction financing so that the Project may proceed
expeditiously.
AGREEMENT
1. Section 10. Remedies, is amended as follows. New language is underlined,removed
language is in strike out.
10.3 Post-Closing Repurchase Right of CCDA for Developer Failure to Timely
Commence or Complete Construction
Except as provided in Section 10.4,and Ssubject to force majeure delays...
remainder of section 10.3 unchanged
10.4 Subordination of CCDA Repurchase Right
CCDA agrees to execute a Subordination Agreement in substantially the form set forth in
Exhibit'1' hereto, subordinating the repurchase right granted under Section 10.3 to the
deed of trust securing the construction financing obtained by Developer and providing
CCDA with the option to purchase the construction loan for a purchase price equal to the
full amount owing thereon(including,without limitation, all principal, interest, default
interest,late charges,fees, costs and other amounts owing under the deed of trust and the
other documents evidencing and securing the loan).
Page 1 Second Amendment to DDA 50014-70649ExhbdA.docr/drf/11/102015
Exhibit A
Exercising the option to purchase the construction loan is in lieu of the repurchase right
granted in Section 10.3 and extinguishes any interest or rights of developer, and any
obligation of CCDA,that otherwise might arise under Section 10.3.
Developer represents and warrants that.prior to drawing on the construction financing to
which CCDA has subordinated its repurchase right. Developer will have expended a
minimum of$8.000.000 in developer funds toward completion of the Project. Developer
further agrees to cooperate reasonably and in good faith with CCDA in exercising the
option to purchase the construction loan.
2. Except as expressly provided in this Second Amendment,the remainder of the DDA is
unchanged and remains in full force and effect.
3. This Second Amendment is effective on the date last signed below.
CCDA Premium Property—Tigard LLC
/. l D•20 deryi.- ��, ` Y, •
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Marty Wine,Executive Director Date Jeffrey M. Sackett, Operations Manager
Page 2 Second Amendment to DDA 50014-70649Exhbd A.doa/drL11/10/1015